Intercompany Trademark License Agreement Template for India

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Key Requirements PROMPT example:

Intercompany Trademark License Agreement

"I need an Intercompany Trademark License Agreement for our Indian parent company to license its registered trademarks to three domestic subsidiary companies for use in their retail operations, with implementation planned for March 2025."

Document background
The Intercompany Trademark License Agreement is essential for corporate groups operating in India who need to establish clear legal frameworks for trademark usage within their organization. This document is typically used when a parent company or trademark owner wishes to grant rights to use its trademarks to subsidiaries or affiliated companies while maintaining control over the brand. The agreement must comply with Indian legal requirements, particularly the Trade Marks Act, 1999, Companies Act, 2013, and related party transaction regulations. It includes detailed provisions for quality control, royalty payments, usage guidelines, and termination rights, ensuring both proper commercial exploitation of the trademarks and maintenance of brand value. The document is particularly important in the Indian context where related party transactions face heightened scrutiny and must meet specific regulatory requirements.
Suggested Sections

1. Parties: Identification of the licensor and licensee companies, including their registered addresses and company registration details

2. Background: Context of the agreement, relationship between the parties, and ownership of the trademarks

3. Definitions: Definitions of key terms used throughout the agreement, including 'Licensed Marks', 'Territory', 'Licensed Products', etc.

4. Grant of License: Scope and nature of the license (exclusive/non-exclusive), permitted uses, and territorial restrictions

5. Term and Renewal: Duration of the license agreement and conditions for renewal

6. Quality Control: Standards for use of trademarks, quality maintenance requirements, and inspection rights

7. Royalties and Payment Terms: Financial terms, calculation of royalties, payment schedule, and reporting requirements

8. Protection of Licensed Marks: Obligations regarding trademark protection, infringement reporting, and enforcement

9. Representations and Warranties: Standard warranties regarding trademark ownership, authority to license, and non-infringement

10. Record Keeping and Audit Rights: Requirements for maintaining records and licensor's audit rights

11. Termination: Grounds for termination, termination process, and post-termination obligations

12. Governing Law and Jurisdiction: Specification of Indian law as governing law and jurisdiction for disputes

Optional Sections

1. Sub-licensing Rights: Include when licensee needs right to sub-license to subsidiaries or affiliates

2. Special Indemnities: Include when specific indemnification provisions beyond standard warranties are required

3. Export Control: Include when licensed products may be subject to export restrictions

4. Corporate Social Responsibility: Include when specific CSR obligations need to be imposed on licensee

5. Force Majeure: Include when specific force majeure provisions beyond standard clauses are needed

6. Special Termination Rights: Include when additional termination rights are needed (e.g., change of control)

7. Competition Law Compliance: Include when specific competition law considerations need to be addressed

Suggested Schedules

1. Schedule 1 - Licensed Marks: Detailed list of licensed trademarks, including registration numbers and status

2. Schedule 2 - Licensed Products/Services: Comprehensive description of products/services covered under the license

3. Schedule 3 - Brand Guidelines: Specific guidelines for trademark usage, including format, colors, and placement

4. Schedule 4 - Quality Control Standards: Detailed quality standards and specifications for licensed products

5. Schedule 5 - Royalty Calculations: Detailed methodology for calculating royalties, including examples

6. Schedule 6 - Reporting Templates: Templates for regular reports required under the agreement

7. Appendix A - Trademark Registrations: Copies of trademark registration certificates

8. Appendix B - Corporate Approvals: Copies of relevant corporate authorizations and board resolutions

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Clauses
Relevant Industries

Manufacturing

Technology

Retail

Consumer Goods

Pharmaceuticals

Automotive

Fashion and Luxury

Food and Beverage

Electronics

Software and IT Services

Healthcare

Telecommunications

Financial Services

Media and Entertainment

Relevant Teams

Legal

Intellectual Property

Brand Management

Finance

Compliance

Corporate Secretarial

Commercial

Marketing

Business Development

Relevant Roles

Chief Legal Officer

Head of Intellectual Property

Brand Manager

Trademark Attorney

Corporate Counsel

Licensing Manager

Chief Executive Officer

Chief Financial Officer

Commercial Director

Compliance Officer

Company Secretary

General Counsel

IP Portfolio Manager

Legal Director

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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